Pursuant to the terms of the definitive merger agreement, which has been unanimously approved by the Boards of Directors of both entities, AC will acquire the outstanding shares of MFB common stock in exchange for a cash payment that will be based on MFB’s tangible common equity as of the end of the month before the effective time of the merger, subject to certain adjustments. Additionally, AC will acquire the outstanding shares of MFB’s preferred stock.

Upon consummation, MFB will be merged with and into AC, with AC surviving the merger. The surviving entity will be a Maryland-chartered bankers’ bank that will operate under MFB’s name and continue its existing operations while expanding its product and service offerings.

The merger, which is subject to stockholder and regulatory approval, is anticipated to close in the second or third quarter of 2018.

If you have any questions or would like additional information, please contact 202-627-2043 or colsen@olsenpalmer.com.